BFARF - Pierre-Luc Quimper Files Early Warning Report
Montreal, Quebec--(Newsfile Corp. - February 28, 2020) - Pierre-Luc Quimper announces that he has filed an early warning report (the "Early Warning Report") in accordance with National Instrument 62-103 The Early Warning System and Related Take-Over Bid and Insider Reporting Issues, in connection with the purchase and sale of common shares ("Common Shares") of Bitfarms Ltd. (the "Corporation"), as described below.
When the Corporation became a reporting issuer on June 13, 2019 (upon being issued a receipt for its final prospectus dated June 12, 2019), Mr. Quimper had control and direction (by way of Prosum Management Inc., a corporation of which he owns 100% of the outstanding securities) over 8,967,845 Common Shares, representing approximately 15.71% of the then-outstanding Common Shares.
Between June 12, 2019 and the time at which he seized to have control and direction over 10% of the of the outstanding Common Shares (which occurred on October 21, 2019), Mr. Quimper has sold an aggregate of 642,208 Common Shares and purchased an aggregate of 8,000 Common Shares (for a net decrease of 634,208 Common Shares), as set forth in the table below. As a result, Mr. Quimper holds fewer than 10% of the outstanding Common Shares.
| Date |
| Number of Common Shares Sold |
| Number of Common Shares Purchased |
| Market |
| Price per Common Share |
| Total Consideration |
| July 15, 2019 |
| 130,208 |
| - |
| Private sale |
| $0.0008 |
| $104.1664 |
| July 15, 2019 |
| 100,000 |
| - |
| Private sale |
| $0.99 |
| $99,000 |
| September 23, 2019 |
| 111,000 |
| - |
| TSX Venture Exchange ("TSXV") |
| $0.9372 |
| $104,029.20 |
| September 24, 2019 |
| 20,000 |
| - |
| TSXV |
| $0.95 |
| $19,000 |
| September 25, 2019 |
| 14,500 |
| - |
| TSXV |
| $0.8586 |
| $12,449.70 |
| September 26, 2019 |
| 20,000 |
| - |
| TSXV |
| $0.8445 |
| $16,890 |
| September 27, 2019 |
| 2,500 |
| - |
| TSXV |
| $0.79 |
| $1,975 |
| September 27, 2019 |
| 2,500 |
| - |
| TSXV |
| $0.81 |
| $2,025 |
| September 27, 2019 |
| 35,000 |
| - |
| TSXV |
| $0.86 |
| $30,100 |
| September 27, 2019 |
| 10,000 |
| - |
| TSXV |
| $0.87 |
| $8,700 |
| September 30, 2019 |
| 2,500 |
| - |
| TSXV |
| $0.77 |
| $1,925 |
| September 30, 2019 |
| 2,500 |
| - |
| TSXV |
| $0.78 |
| $1,950 |
| September 30, 2019 |
| 5,000 |
| - |
| TSXV |
| $0.83 |
| $4,150 |
| October 11, 2019 |
| 1,000 |
| - |
| TSXV |
| $0.55 |
| $550 |
| October 11, 2019 |
| - |
| 5,000 |
| TSXV |
| $0.54 |
| $2,700 |
| October 11, 2019 |
| 3,000 |
| - |
| TSXV |
| $0.56 |
| $1,680 |
| October 11, 2019 |
| 3,500 |
| - |
| TSXV |
| $0.57 |
| $1,995 |
| October 11, 2019 |
| 22,500 |
| - |
| TSXV |
| $0.58 |
| $13,050 |
| October 11, 2019 |
| 44,500 |
| - |
| TSXV |
| $0.60 |
| $26,700 |
| October 11, 2019 |
| 10,000 |
| - |
| TSXV |
| $0.61 |
| $6,100 |
| October 11, 2019 |
| 3,500 |
| - |
| TSXV |
| $0.62 |
| $2,170 |
| October 11, 2019 |
| 1,000 |
| - |
| TSXV |
| $0.625 |
| $625 |
| October 11, 2019 |
| 2,000 |
| - |
| TSXV |
| $0.64 |
| $1,280 |
| October 15, 2019 |
| - |
| 1,000 |
| TSXV |
| $0.53 |
| $530 |
| October 15, 2019 |
| - |
| 1,000 |
| TSXV |
| $0.54 |
| $540 |
| October 15, 2019 |
| 3,000 |
| - |
| TSXV |
| $0.54 |
| $1,620 |
| October 15, 2019 |
| - |
| 1,000 |
| TSXV |
| $0.55 |
| $550 |
| October 15, 2019 |
| 1,000 |
| - |
| TSXV |
| $0.56 |
| $560 |
| October 15, 2019 |
| 1,000 |
| - |
| TSXV |
| $0.60 |
| $600 |
| October 16, 2019 |
| 500 |
| - |
| TSXV |
| $0.51 |
| $255 |
| October 16, 2019 |
| 14,500 |
| - |
| TSXV |
| $0.52 |
| $7,540 |
| October 16, 2019 |
| 5,000 |
| - |
| TSXV |
| $0.53 |
| $2,650 |
| October 17, 2019 |
| 4,000 |
| - |
| TSXV |
| $0.51 |
| $2,040 |
| October 17, 2019 |
| 10,000 |
| - |
| TSXV |
| $0.52 |
| $5,200 |
| October 17, 2019 |
| 10,000 |
| - |
| TSXV |
| $0.53 |
| $5,300 |
| October 17, 2019 |
| 5,000 |
| - |
| TSXV |
| $0.54 |
| $2,700 |
| October 17, 2019 |
| 5,000 |
| - |
| TSXV |
| $0.55 |
| $2,750 |
| October 18, 2019 |
| 4,000 |
| - |
| TSXV |
| $0.51 |
| $2,040 |
| October 18, 2019 |
| 24,000 |
| - |
| TSXV |
| $0.52 |
| $12,480 |
| October 18, 2019 |
| 2,000 |
| - |
| TSXV |
| $0.53 |
| $1,060 |
| October 21, 2019 |
| 6,500 |
| - |
| TSXV |
| $0.51 |
| $3,315 |
Mr. Quimper is party to an escrow agreement dated June 12, 2019 (the "Escrow Agreement"), under which his Common Shares are held in escrow by TSX Trust Company and will be released as per the following schedule:
| Date |
| Number of Common Shares to be Released |
| July 16, 2020 |
| 896,784 |
| January 16, 2021 |
| 896,784 |
| July 16, 2021 |
| 1,345,177 |
| January 16, 2022 |
| 1,345,177 |
| July 16, 2022 |
| 3,587,139 |
The Escrow Agreement does not limit Mr. Quimper's ability to exercise the voting rights attached to his Common Shares held in escrow.
A copy of the Escrow Agreement is available on SEDAR.
Mr. Quimper, whose address is 630 Sherbrooke Street West, Suite 301, Montreal, Quebec H3A 1E4, holds his securities of the Corporation for investment purposes. Depending upon the circumstances, Mr. Quimper may, from time to time, acquire additional securities of the Corporation or sell all or a portion of the securities of the Corporation previously acquired.
For further information or to obtain a copy of the Early Warning Report, please contact:
Ali Amadee, Partner
Dentons Canada LLP
1 Place Ville Marie, 39th Floor
Montreal, QC H3B 4M7
(514) 878-8876
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/52955